Lumax Auto Technologies Ltd. — Board/Management Information 2024

Jul 22, 2024

Date: 22.07.2024

LATL:CS:BM:2024-25

BSE Limited Listing & Compliance Department Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001	National Stock Exchange of India Limited Listing & Compliance Department Exchange Plaza, C-1 Block G, Bandra Kurla Complex, Bandra(E),Mumbai – 400051
Security Code : 532796	Symbol : LUMAXTECH

Subject: Outcome of the Board Meeting held on Monday, July 22, 2024

Dear Sir/Ma’am,

Pursuant to the provisions of Regulation 30 and other applicable Regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (hereinafter referred to as "the Listing Regulations" ), we are pleased to inform you that the Board of Directors of Lumax Auto Technologies Limited (“the Company”), at their Meeting held today i.e. Monday, July 22, 2024 , have inter-alia, considered and approved the following matters:

1. Took note of the cessation of Directorship of Mr. Milap Jain (DIN: 06738071), Non-Executive Independent Director from the Board of Directors of the Company consequent upon completion of second term of 5 years with effect from the close of business hours on July 22, 2024, in compliance of the provisions of Section 149(11) of the Companies Act, 2013.

2. Took note of the cessation of Directorship of Mr. Roop Salotra (DIN: 06650145), Non-Executive Independent Director from the Board of Directors of the Company consequent upon completion of second term of 5 years with effect from the close of business hours on July 22, 2024, in compliance of the provisions of Section 149(11) of the Companies Act, 2013.

The Board placed on record its appreciation for the invaluable contribution by Mr. Milap Jain and Mr. Roop Salotra during their tenure as the Non- Executive Independent Directors of the Company.

1. Approved, based on recommendation of the Nomination and Remuneration Committee, the appointment of Mr. Parag Chandulal Shah (DIN: 00374944) as an Additional Non-Executive Independent Director, of the Company for a period of Five (5) Years with effect from July 23, 2024.

Detailed disclosure as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoDl/P/CIR/2023/123 dated July 13, 2023 along with the details as required under Regulation 30 and other relevant provisions of the Listing Regulations, with regard to the aforesaid resignation and appointment is enclosed herewith as Annexure - A .

1. Approved, based on recommendation of the Audit Committee, grant of Secured loan in the form of Inter Corporate Deposit to Marble City India Limited for amount of Rs. 18 Crores.

The detailed disclosure as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoDl/P/CIR/2023/123 dated July 13, 2023 along with the details as required under Regulation 30 and other relevant provisions of the Listing Regulations, with regard to the aforesaid Secured loan in the form of inter corporate deposit is enclosed herewith as Annexure - B .

The Meeting of the Board of Directors commenced at 12:15 P.M. and concluded at 02:15 P.M.

www.lumaxworld.in/lumaxautotech.

You are requested to take the above information on record.

Thanking you,

For LUMAX AUTO TECHNOLOGIES LIMITED

Digitally signed by PANKAJ PANKAJ MAHENDRU MAHENDRU Date: 2024.07.22 14:24:33 +05'30'

PANKAJ MAHENDRU COMPANY SECRETARY & COMPLIANCE OFFICER ICSI MEMBERSHIP NO. A28161

Encl.: As stated above

Annexure - A

Disclosure as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoD-l/P/CIR/2023/123 dated July 13, 2023 along with the details as required under Regulation 30 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Regulations, 2015.
Particulars		Disclosure
a) Name	Mr. Milap Jain (DIN: 06738071)	Mr. Roop Salotra (DIN: 06650145)	Mr. Parag Chandulal Shah (DIN: 00374944)
b) reason for change viz. appointment, re- appointment, resignation, removal, death or otherwise;	Cessation (Completion of tenure as Non-Executive Independent Director)	Cessation (Completion of tenure as Non- Executive Independent Director)	Appointment of Mr. Parag Chandulal Shah as an Additional Director designated as Non- Executive Independent Director on the Board of the Company.
c) date of appointment/ re-appointment/ cessation (as applicable) & term of appointment/re- appointment;	July 22, 2024	July 22, 2024	Appointment as an Additional Director designated as Non- Executive Independent Director w.e.f. July 23, 2024 for a period of Five (5) Years subject to approval of the Shareholders of the Company in the next Annual General Meeting to be held in Year 2024.
d) brief profile (in case of appointment);	Not Applicable	Not Applicable	Mr. Parag Chandulal Shah, in his career spanning over 25 years, has held various positions with the Mahindra Group including as a Member of the Group Executive Board. He has extensive experience in building new businesses, turn arounds, joint ventures, mergers & acquisitions and IPOs. He was the Managing Partner of Mahindra Partners, the 1 Bn USD Private Equity and Venture Capital division of the Group that was in charge of diverse businesses like Logistics,

			Renewable Energy, Retail, Manufacturing (Steel components, Conveyor Systems, Boats), Consulting, Media and Healthcare. Mr. Parag holds a BS Degree in Computer Engineering from the Illinois Institute of Technology with special electives in Psychology and Manufacturing Technology. He is also a graduate of the General Management Program from Harvard Business School. Mr. Parag has been an Executive Committee Member of the CII National Committee on Private Equity and Venture Capital, FICCI Solar Energy Task Force, CII National Committee on Renewable Energy, CII National Healthcare Council, American Alumni Association in addition to other external associations. Mr. Parag is a Director on several Companies such as Mahindra Accelo, Mahindra Waste to Energy, the Indian and Easter Engineer Company, Global Chess League (Geneva) & PSL Media and Communication. He is also an Independent Director on the Board of HDFC AMC Ltd.
e) disclosure of relationships between directors (in case of appointment of a director)	Not Applicable	Not Applicable	Not related to any Director

Annexure - B

Disclosure as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoD-l/P/CIR/2023/123 dated July 13, 2023 along with the details as required under Regulation 30 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Agreements (viz. loan agreement(s) or any other agreement(s) which are binding and not in normal course of business, revision(s) or amendment(s) and termination(s) thereof

Disclosure as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoD-l/P/CIR/2023/123 dated July 13, 2023 along with the details as required under Regulation 30 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.	Disclosure as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoD-l/P/CIR/2023/123 dated July 13, 2023 along with the details as required under Regulation 30 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.	Disclosure as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoD-l/P/CIR/2023/123 dated July 13, 2023 along with the details as required under Regulation 30 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Agreements (viz. loan agreement(s) or any other agreement(s) which are binding and not in normal course of business, revision(s) or amendment(s) and termination(s) thereof
a	name(s) of parties with whom the agreement is entered;	Marble City India Limited
b	purpose of entering into the agreement;	To grant loan in the form of inter corporate deposit
c	size of agreement	Rs. 18,00,00,000 (Rupees Eighteen crores only)
d	shareholding, if any, in the entity with whom the agreement is executed;	Nil
e	significant terms of the agreement (in brief) special rights like right to appoint directors, first right to share subscription in case of issuance of shares, right to restrict any change in capital structure etc.	Interest @ 9.75% p.a. The loan is to be given for a maximum period of 90 days from the date of disbursement but may be extended bymutual discussion.
f	whether, the said parties are related to promoter/promoter group/ group companies in any manner. If yes, nature of relationship	No
g	whether the transaction would fall within related party transactions? If yes, whether the same is done at “arm’s length”	No
h	in case of issuance of shares to the parties, details of issue price, class of shares issued	Not Applicable
i	in case of loan agreements, details of lender/borrower, nature of the loan, total amount of loan granted/taken, total amount outstanding, date of execution of the loan agreement/sanction letter, details of the security provided to the lenders / by the borrowers for such loan or in case outstanding loans lent to a party or borrowed from a party become material on a cumulative basis;	Lender: Lumax Auto Technologies Limited Borrower: Marble City India Limited Nature of loan: Secured loan in the form of Inter Corporate Deposit Amount of loan: Rs. 18,00,00,000 (Rupees Eighteen crores only)

			Date of execution of the loan agreement: To
			be executed
			Security provided, if any: Post dated cheques
			for the principal amount of loan along with the
			interest thereon
			Amount of loan outstanding as on date of
			disclosure :Not Applicable
	j	any other disclosures related to such	Not Applicable
		agreements, viz., details of nominee on the
		board of directors of the listed entity,
		potential conflict of interest arising out of
		such agreements, etc.
	k	in case of termination or amendment of	As on date of disclosure there is no termination
		agreement, listed entity shall disclose	/amendment of the loan agreement.
		additional details to the stock exchange(s):
	i.	name of parties to the agreement
	ii.	nature of the agreement
	iii.	date of execution of the agreement
	iv.	details of amendment and impact thereof
		or reasons of termination and impact
		thereof